In connection with the Offering, the Company will pay to the Agents a cash fee equal to 7% of the gross proceeds raised under the Offering through the sale of units to subscribers not on the president s list, and 2% of the gross proceeds raised under the Offering through the sale of units to subscribers on the president s list; and will also issue non-transferable warrants (the Broker s Warrants ) up to an amount equal to 5% of the total number of FT Units and Units sold under the Offering to subscribers not on the president s list and 2% of the of the total number of the FT Units and Units sold under the Offering to subscribers on the president s list.

Upon the effectiveness of the registration statement, it is anticipated shareholders will be issued five non-transferable rights for each one share currently held at an approximate purchase price of twenty cents ($.

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